A Cobra's Rebirth
by Artman25
Summary: What happens if on a certain Halloween, Xander picks Cobra Commander as his costume. Will the Commander achieve his goal of world domination, can anyone stop him? Or does the absence of the Joe's from this dimension, herald Cobra's crowning glory?
1. Chapter 1

** BTVS: A Cobra's Rebirth**

**Disclaimer:** I own nothing, (Buffy The vampire Slayer) belongs to Joss Whedon and Mutant Enemy Productions including copyrighted material, (G.I. Joe the toys) belongs to the Hasbro the toy company, the (G.I. Joe comic's) currently, belong to IDW Publishing. Again I own **NOTHING**, nor do I plan to distribute this fanfiction for monetary gain ….it's just for fun and enjoyment, nothing else. And **I DO NOT** intend copyright infringement.

Originally BTVS season 2 episode (Halloween) took place in 1997, this story takes place in 2008.… and currently does not have Beta reader.

** Chapter 1: Ethan's Costume Shop**

Day before Halloween 2008

Seventeen year old Alexander 'Xander' Harris sighed, as he sifted through the different Halloween costumes in the store. The new shop was, crowded, tight and filled with all sorts of little doodads. The costume racks were practically inches away from each other, a few costumes were half off their hanger's ….and the place reminded him of an old antique shop. But despite it's chaotic look it was nice, the lower prices compared to the other shops was a plus too. Still, he wished there was more leg room between the racks. He looked back down to the rack in front of him. Spotting a familiar red & blue, black spider webbed leotard, he slide the other costumes over to get a better look. It was a Spiderman costume, which he briefly considered buying, before checking the size. Unsurprisingly, he didn't have enough muscle for it. 'This is, depressing' he thought to himself, hanging the costume back in it's place. 'Just my luck, I finally find a costume I want, and it's made for a human sized Hulk!' He looked through the other costumes… an X-men costume of Wolverine, Cyclopes, Nightcrawler and….. SpongeBob? "Why is _**SpongeBob**_ in a rack filled with Marvel costumes?" He said, as he picked it up in disgust. 'I'm definitely not wearing this, besides even if I did, I'd look ridiculous!' he thought, as he put it back towards the end of the rack. 'Great' he thought sarcastically, as he glanced at some costumes on a different display. None of them were in his size either. Initially he planned on going as a soldier, using his grandfather's old army fatigues from Vietnam. Unfortunately he hadn't found them, he thought they were in the attic, but after having turned the place upside down, for two whole days no less… he gave up. He figured his drunk of a _father_ threw them out years ago, his loving dad never liked his grandfather anyway.

'Can't do anything about it now, especially since I need a costume tomorrow night for that program' he thought, before moving over to another rack across the isle. 'Stupid principal Snyder, threatening me and Willow into chaperoning, with detention. **Detention**! I thought the whole thing about volunteering was to actually volunteer, Not be forced into it.' He thought bitterly, coming closer to the other rack. This one he noticed, was full of some kind of military dress. Interested Xander decided to take a closer look. "G.I. Joe?" He said aloud, as he glanced over the display sign. 'Hey, it's that old cartoon show Jesse and I used to watch.' He thought happily, remembering all the late nights he and his friend spent watching the cartoon. "Too bad he's dead, he would've loved these." He mumbled under his breath. Searching through each, he found several which looked like something from dessert storm, however the rest were the standard G.I. camouflage. He walked by each character Duke, Roadblock, Tunnelrat, Ripcord… So far none of them stood out, well except for Storm Shadows and Snake-eyes outfits. Storm Shadow's looked like a large one piece, mostly white with some black interspaced, Cobras stylized red symbol on the head-cover and a large white over coat. Snake-eyes was just the same, minus the over coat, Cobra symbol, plus it was black instead of white. Both had their respective swords and were, way too tight. He couldn't imagine wearing something that tight, not to say that he didn't like their characters, far from it, he just couldn't picture himself wearing…. that. Xander shuddered at the thought of wearing something **that** formfitting, even if one had a white over coat.

He guessed they were the newer 04 versions, but he couldn't really tell. The tags never said what year they were supposed to be, which was weird. Unlike the Other two, the rest he recognized as from the 1980's show. All of which, were tragically out of his price range. Walking down towards the end of the rack, an out of place costume caught his attention. It was a dark black military jacket buttoned up at the collar, red trimming wrapped around the edge of the neck like tightened rope. What looked like a silver painted face mask, glared defiantly in the reflected light. Curious, he walked all the way down the isle, examining it closer. At first he wasn't sure what character it was supposed to be. That changed as soon as he saw the Stylized Cobra symbol on the chest, he knew who it was immediately. Cobra Commander, the infamous leader of Cobra. The terrorist group from the tv show, but this costume wasn't like the others. No, this one was new…. really New. 'Could be a promotional piece for a new movie.' He thought, as he held the helmet in his hands. 'Jesse would have killed to get this, the Commander was his favorite character in the whole show.' Xander thought, while staring at the mask. Now that he held it up close, he saw an engraved cobra in the top forehead of the helmet. He looked back down to the jacket, noticing for the first time that there was an undershirt on the inside of it, plus a blood red one shouldered cape. The cape looped around the collar, tied off at the right shoulder and draped to knee length from there. There was also a matching pair of black pants behind the jacket, a dark grey belt clamped to the right side, on the other was a simple plastic sword held in a plastic bag and finally, black combat boots held together at the hanger. Strangely the costume only had one black glove, he was about to put it all back on the rack when…..

"Interested in the costume, young man?" A British voice asked from behind him.  
Xander spun around, Violently surprising a scream with a mumbled "Agh!" Standing behind him was a middle aged man, Caucasian, brown hair, dark eyes and wearing black slacks. He had on a lime colored long-sleeved dress shirt. The guy smiled back at him, waiting for a response. Xander stood there for a second, waiting for his pounding heart to calm down, before replaying. "Don't do that! You could've given me a heart attack!" He nearly shouted, a few shoppers glanced his way, after a minute they went back to whatever they were doing. The man looked taken aback for a moment a slight frown appearing, before switching back to a pleasant smile. "Terribly sorry lad, I'm Ethan, Ethan Ryan owner of this fine establishment. I just thought you might like some help."  
"Yah, well thanks, but I was just looking….besides I don't have enough money for this." Xander said remorsefully, looking down at the helmet still in his hands .  
"Oh, nonsense my boy, how much money do you have?" Ethan asked, having moved a bit closer.  
"Uh… all I have is a twenty." Xander said, thinking the guy would leave immediately after he told him. Surprisingly the man didn't even move, though his next words surprised Xander even more.  
"Ah, tell you what I'll let you have it, just give me the twenty dollars. I'll even give you an extra black gauntlet to go with the costume." Ethan stated, after seeing one of the gloves was missing.  
"Why?" Xander asked, skeptical that the owner would practically give away a $40 costume, for only twenty bucks. He wasn't a businessman, but even he knew something was up. However, he really wanted the costume. "Personally, I'm not in this for the money I already have more then enough of it. My parents were rich, owned an entire mansion in London and several smaller homes in other countries. Like I told your friend, I want all my customers to be happy and you seem to really like this." Ethan explained, as he gestured to the costume in the teens hands. Xander couldn't believe it, he'd never been this lucky before. But he'd have to be an idiot if he didn't tack the offer, besides he needed a costume for the chaperoning gig. That troll of a principal said it was 'Mandatory' So he excepted the deal, going throughout the store to find his friend Willow. A costume bag held in his left hand Xander smiling in joy, this was turning out to be a really good day after all.

Ethan Ryan stood behind the register for a moment, watching as the boy left. The American actually bought that story about his parents being wealthy, what a twit. The only reason he gave that costume away was because of the character's personality. The cash was just a bonus, this years Halloween was going to be a bang, once he cast his spell that is. Cobra Commander would make a wonderful addition to tomorrow nights ….festivities. A smirk escaped from the corners of his mouth at the thought. After today's preparations, all the people who bought something from his store would turn into their costumes. His mood was dampened a little by the fact it would only be for Halloween night, specifically eight pm to twelve. But that was fine with him, for one night Janus the god of chaos would rein supreme. Ethan's smile widened at the thought of his god being pleased, exerting his power over the town. 'Beautiful, just beautiful!' he thought, as he spotted another costumer looking at a Superman costume. "More fuel for the fire." He muttered quietly, as he walked over to 'help' the slightly over weight man. Intentionally sneaking up behind the guy, like he did with the boy. He loved this part "Do you need any assistance, sir?" he asked, the smile returning in full force, as the man jumped…..'Oh yes, Halloween is going to be, breathtaking.' He thought in manic glee.


	2. Chapter 2

Disclaimer: Same stuff as before, look at chapter one….

A/N - Real quick, what do you think of the characterizations? Good, bad, horrible what? Oh, and _Italizied_ is for thoughts. Enjoy!

**Chapter Two: Second Chances**  
**Part 1**

"So, what did you get?" Xander asked as he came up to Willow, noticing her brown colored bag. He had finally found her though it wasn't inside the store like he had thought. She was outside, sitting on a bench and from the looks of it had been waiting for him. She was wearing one of her light blue overalls, she had on a red colored T-shirt underneath and a smiley face button pined on the left shoulder strap. Her long red hair waved slightly, as a breeze blew through. _I can't believe she's been waiting here, the only way she'd be waiting outside is if she got that ghost costume-_ He half thought, before Willow answered his question. "A time honored classic, a ghost!" She said jubilantly, raising her bag so he could see inside. Xander groaned inwardly, as he looked at the white sheet. "That's great Wills." He said, wincing as his eyes caught a glimpse of the sun, a blue ford mustang rolled past them on the road across. Its reflective surface recreating the sun in all its shining glory. _Ahhg! Pain, blinding pain!_ He thought, the glare from the car causing his eyes to blink repeatedly, as he looked back to his best friend. Xander shook his head, trying to get rid of the spots in his vision. I was hoping she'd go as something, different this time. He thought mournfully, Willow really needed to get out of her comfort zone, she'd been going as the same thing every Halloween, for the past ten years. But apparently, old habit's were hard to break. "What's wrong?" The seventeen year old asked in concern, as she saw him flinch. "Nothing, I'm fine, …..just a reflection of the sun. So, want to see what I got?" He said, holding up his own brown bag. "Yes!" She said happily, peering inside to look at his packaged costume. After a minute, she looked back up at him. Confusion scrawled across her face, "Xander, why do you have a fish bowl in there?" He blinked, _fish bowl?_ Then looked inside his bag again. "Willow, I didn't buy a fish bowl." He said, looking up at her puzzled expression. "It's a helmet" he said flatly, "I bought a Cobra Commander costume." Silence reined as recognition finally donned on her face. 'Uh, you mean that silly bad guy from the tv show?" she asked. "Yes, and No" he said, sighing as he looked back at the bag. "This is the same character, but it's a different version of him. Unfortunately, the tag didn't say what he's from." Xander replied, as he and Willow started to walk away from the store front. "So, what time are we supposed to arrive at Buffy's place?" He asked, as they continued walking down the street.

** Halloween Day, 2008 3:20pm**  
**Buffy's house**

Buffy Summers gulped in a breath of air as she had Willow pull the back strings to her corset. "Uggh, how did women in the 17th century breathe in these things?!" She asked her friend, as they stood in her bathroom. "I have know idea, but at least you don't have to chaperone little kids tonight," her friend said from behind her, pulling away to look at her costume in the mirror above the sink. Buffy looked at her own costume in the mirror, a dark green noblewoman dress offset by her tasteful black wig. Each lace and frill of the dress set in place, ready to go. _Lucky me, I get to go to a Halloween party with my mom, and on the only night I have off from vamp slaying!_ She thought. Though to be honest, she kinda liked it. Her mother worked at an Art Gallery in town so there weren't many times they could do something like this together. She looked back to Willow already in her ghost costume. Checking the sheet for any unwanted rips or holes, when satisfied, she turned to Buffy. "Will, the little kids aren't going to go on a rampage across Sunnydale, don't be so stressed. Besides, think of the extra school credit you could get." Buffy said, trying to reassure her friend, before looking at the wall mounted clock. "Hey, what time do you and Xander have to be at the school for the chaperone thingy?" She asked, seeing that it was already 3:29 pm. "Ah, 4:02 why it's only…..Oh my gosh! I, we have to go or we'll be late!" Willow shouted, trying to run out of the room. Buffy stopped her by grabbing her right hand. "Willow, chill! My mom is driving you guys remember? The high school is on the way to our party." She said, as Willow stopped in mid run. "Oh, oh yeah." She breathed, as Buffy let go of her hand. Both girls started to walk out of the bathroom, shutting the door as they left. As they walked down the stairs, they saw Xander dressed in his costume, sitting on one of the couches. He looked intimidating with his reflective face mask and black commander's get-up. He held an intricately detailed plastic sword in both hands, playing with it before looking up at their approach.

"Ah, there you guys are, I've been…. Wow Buffy, you look…just wow." he said, as he saw Buffy descend the stairs in her dress. "Why thank you, kind sir." she said with a smile. He coughed to clear his throat, "You're welcome. Wills, that's a scary costume ya got there. A pleasure my ghostly Baroness." he said with a slight nod, standing up as he put the plastic sword in its scabbard. He walked forward tripping over the carpet, just barely keeping his balance and nearly knocking over a lamp on an end table, before catching it. "So, ah, you two ready to go?" he asked sheepishly, after righting himself and setting the lamp back in its place. He grabbed a bottle of soda from the coffee table, carrying it as he walked. "Yep, Xand we're both ready to go." Buffy said in-between fits of laughter, as she stopped in front of him, Willow quietly giggling right behind her. "Where's mom?" She asked, looking at Xander. "In the kitchen." He said.  
At her questioning look, he explained. "She said something about getting a drink and asked if I wanted one."  
"Well Mr. Clumsy Commander, we've gotta go, or you two will be late." Buffy said, smiling, as she walked into the hallway to the kitchen.  
"Oh ha ha Buff, real funny." Xander said, as he and Willow followed her to the kitchen.

-

**Hours later- 8:00pm**

Xander led his group to the last house that night, the steps creaked as they ascended. He hoped this place would be better then the last. Mr. Kerza seemed to think that handing out slices of octopus was an acceptable treat for Halloween. The guy was nice and interesting to be around, but really …..Sushi?  
_Then again the man was a nut._ Xander remembered one night where the man cut the wires to the motor of his neighbor's car, because he thought the machine was talking to him.  
Then the next day he apologized giving them $4,000 in cash. Of course, Sunnydales' finest, never did anything about it. He supposed it was due to Sunnydale syndrome. Weird or unexplainable events happen and the whole town either ignores it, or blames gangs on PCP. Still the man was okay, as long as you didn't aggravate him. Though the fact remained that the town was practically built on top of a Hellmouth. The stupid Gate to a hell dimension probably messed with peoples minds. He turned around to face the little kids' he was chaperoning. "Okay troops, after this we go back to the high school." he said as the kids following behind him groaned. "Hey I took you guys to fifteen different houses, So-" he was cut off suddenly as searing pain filled his entire body. Xander grabbed the nearby railing with both hands, holding on to it, as the pain intensified. A sensation of burning swept across his left hand, his head throbbed feeling like an over ripe melon about to burst. All around him he could hear people screaming and kids shouting.

_**The mask becomes flesh!**_ was the last thing he heard, as a blanket of darkness filled his vision.

_

Eric D'Cobray aka Cobra Commander, screamed in rage as Duke finished strapping him down to the lab table. The restraints were made out of Anemite, a near indestructible metal which could survive anything, except a nuclear detonation. The cuffs were icy cold against the skin of his one good arm, the other having been replaced years ago with a mechanical gauntlet. A missing arm was the only gift from his days in the US military, after creating Cobra he had updated the pitiful prosthetic into this. The mechanical F.A.N.G Gauntlet could fire beams of concentrated energy, paralysis darts and more recently, extract information from a targets mind just by piercing the tips of the fingers into the head. He was told it was a quit painful experience. The Commander had just finished his most promising experiment, Immortality by nanite injection. If Dr. Mindbender was to be believed, he could now survive anything. Unfortunately they hadn't had time to test it yet, and the good Dr. was now lying on the floor in a pool of his own blood. Upon awakening from his procedure, Eric found his platoon of guards had been taken out, while he was asleep, Baroness was long gone. _That __**traitor!**_ he thought, in a whirlwind of fury. And Destro, …well he didn't really care about him anyway. By the time he was fully conscious the Joes' had pinned him down, Duke locking the cuffs in place as he struggled to get up. The procedure had left him weak, sapping his strength and playing havoc with his senses. That however was expected Dr. Mindbender had said so, what was **NOT** expected were the Joes' finding his hidden base. The Commander strained even more against his bonds, wishing for all the world that he could claw Dukes out eyes. Duke stepped away from the table, nodding to one of his subordinates. A redheaded woman acknowledged his unspoken command, walking over to the a nearby console. Until now he hadn't known she was there, he was too focused on Duke. Pulling a black box from one of her packs, she placed the curious devise on the keypad. Craning his neck, Eric saw what the box was …..a bomb, more specifically a hydrogen bomb.

Fifty-six minutes to detonation. The mechanical voice echoed signaling its activation.

"Lets see how your little experiment fairs against a Hydrogen bomb, _**Commander**_." Duke spat out. "Come on Scarlett we got to go, we'll meet the others at the canyon to the north." The woman- Scarlett nodded, following Duke as he exited the lab. Neither sparring a second glance at the still struggling Commander…

Fifty-five minutes to detonation.

"I am **IMMORTAL**, you puny insects!" Eric screamed at the top of his lungs in full confidence. "I can not be killed!" The confidence rolled off him in waves, broken only when the timer hit ten minutes. By this time he was thrashing wildly at the cuffs, voice hoarse as he screamed in frantic denial.

Five minutes. The metallic voice said, as he griped the ends of the cuffs. Beads of sweat rolled off him, as he still tried to deny the inevitable. He feared only one thing…. HIS death.

"**NO!** I will not die like this!" he screamed, as the metallic monotone voice called out agian.

Two minutes to detonation.

"Not like this..."

He was going to struggle one more time, before a blinding pain seared through him drowning out all sound. His mind spun, blackness started to creep over his eyes. A deep voice rumbled within his head. _**The mask becomes flesh!**_ Echoing, pulsing with its own energy. He felt as though his body was being ….shoved into a tight space.

_**The mask becomes flesh!**_ …_**the mask becomes flesh**_…._**the mask-**_ He lost consciousness at that moment. The blackness fully enveloping him.


	3. Chapter 3

**Disclaimer:** Same stuff as before, look at chapter one….

**A/N -** Hopefully this turns out okay…..if not please tell me. Enjoy! Also updates will be slow after this Thursday, I start my second semester in Graphic Design...

**Chapter Three: Second Chances**  
** Part 2**

**Cobra's Hidden Base**  
-Gobi Dessert-

'Duke' ran out of the lab, the smell of sterile anesthetics slowly leaving his nose. He still wasn't sure about this whole 'plan' they had, or why he had to dress up as a Joe. But then again the pay was good and 'Scarlett's' boss was not one he wished to cross. Though they could just as easily have put a bullet in the Commanders head, he supposed blowing the place to smithereens was good too. It'll make for one heck of a light show. he thought, as he and 'Scarlett' ran through the hallways, past piles of Cobra's dead troops. He couldn't help but wonder though, who was her boss? The guy would have to have loads of cash for this kind of operation. Especially since the man brought in not only his own personal army, but also had him working on this little project as well. Of course, Zartan never really liked Cobra Commander and eventually someone offered him more money then he could refuse. He had already received half the money for agreeing to masquerade as Duke, and was promised a greater reward for completing the job afterwards. He still had no idea why this organization wanted the Snake dead, but he was a mercenary first and foremost… He followed whoever had the largest amount of cash. In his line of business you didn't ask questions, if you did, well it wasn't very pleasant. A few minutes later, after navigating through several corridors they arrived at the exit. Zartan was relieved when they made it out, he could finally wash out the blond hair dye once they got to the extraction point. The canyon was just ahead of them, they had at least twenty minutes before the place blew. By now they were miles away from the blast zone, none of them wanted to stick around for the U.S government show up. He scanned the landscape, sand, rocks, crevices and more sand but no soldier boys in sight.

"Hey! Scarlett where's your team, we need to get out of here!" he yelled at the woman. The redhead never did give him her real name, she just told him to call her Scarlett. He knew she wasn't the real Scarlett, the real one was in Las Vegas on an undercover mission or something. She glanced in his direction, a slight frown crossing her features.

"Their here, Mr. Zartan. Look to your right." For a moment he was confused, he hadn't seen anything to his left or right. But as she said that he caught a glimpse of moving tan colored camouflage, the brown markings adding to their concealment and the distinctive circle like insignia. 'Scarlett's' group was here.

_Well, it's about time!_ he thought in irritation. He was a little surprised too, how did he not see them until now? Even with camo he should have seen them, his ocular implants could spot a white wolf in a raging blizzard. So, either his implants were malfunctioning, or the soldiers had some kind of cloaking ability. There were about ninety men in all, the soldiers had been used to clear a path through Cobra's troops to the Lab. The idea (from what he could tell) was to frame Duke and Scarlett, make it look like they'd gone rouge. Leading a bunch of Ex-Special forces to Cobra's hideout, storming the place and finally killing the most wanted man in history. Sure, Its not what the real Duke and Scarlett would have done, but the government wouldn't think that. Mounds of evidence, even if it was **fake** could still be convincing. Especially if several higher ups had been bribed to, unanimously declare the Joe's as having gone AWOL. Plus, the big wigs in Congress wanted the Commander to stand trial. Zartan was still surprised that 'Scarlett's' team had actually succeeded, but if they had that new Sidewinder Tech, he could see how. Cobra's men were good, but even they couldn't overcome relatively secret, expensive and new technology. He was just about to walk over to them when he felt a sharp pain in the side of his neck. Electricity racked his body, as he fell mutely to the ground, sand rushing into his open mouth. Dazed and unable to move, Zartan lifted his eyes to see the redhead holding a taser in her hand. A smile on her face as she turned to an approaching soldier.

"Tell Markus Cobra Commander wont be a problem, _anymore_. We can continue unhindered now" The soldier saluted, then looked down at him. Red eyes narrowing, hidden under thick shadows. The soldiers death mask reflecting his own look back at him. ...Absolute shock.

"What should we do with him, Ma'am?" the gravely voice asked in slight disgust. The mans gun trained on the unmoving 'Master Of Disguise'. She glanced at Zartan with a vicious smile, as an idea came seemed to come to her.

"Our Order needs to be kept secret for now. We can't have lose ends… get any information he may have on Destro, or Baroness. By any means necessary. Then kill him." the woman ordered, before walking out of his line of sight. The soldier bowed in respect to his superior officer. It was the last thing he saw, as another uniformed man walked in front of him. A ruthless kick to his head brought unconsciousness. Hours later Zartan found himself in a well lit, clean and sterile holding cell. A room practically washed in white. Wondering not for the first time, how he was going to escape…

-

**Sunnydale California, Halloween- 2008**  
**8:04pm**

Consciousness returned to him slowly the blackness receding an inch every second. At first he thought the experiment a success, after all surviving a bomb was a great triumph! The Commander felt rejuvenated, strong, healthy and ready to take on the world again. All the signs of a successful procedure, but as he waited for his other senses to catch up, he realized several things were off. First of all, he was in his outfit, his **FULL** outfit. Logically speaking his clothes should have melted off during the explosion. If anything he should be stark naked, surrounded by debris, bone chillingly cold and screaming his utter hatred for the Joes' toward the heavens. However, the 'off' feeling he had prevented the rage and ….he wasn't surrounded by broken scraps. Really the only thing that should have survived besides his body, was his mask. The silver helmet was made out of solid Anemite acting like a one way mirror. He knew he hadn't been out for long, his mask included an internal biometric HUD. It displayed his heart rate, blood pressure, organ health, current time and position on the Earth. Apparently he was in, California? He blinked once, twice three times… "Why am I in **California**?!" He shouted, his anger boiling over at having found himself somewhere unexpected. His anger quickly gave way to confusion however, as he contemplated not being naked, or in a smoking crater the size of Manhattan. Not that he wasn't grateful for the modesty, but still. The second thing he noticed was his lungs, they were completely healed. That shouldn't be possible, the nanites flowing in his blood could only heal recently damaged tissue… or cellular aging. His lungs had been severally burned fifteen years ago, courtesy of one Markus Sarrison. Uhg, just the thought of that upstart made him want to gag. He found himself grateful for the healthy lungs…but deeply puzzled by it. The third thing he noticed was the screaming, not just one or two people, but thousands. A few of them didn't even sound human, which caused his brow to furrow underneath the helmet. The darkness now completely gone from his eyes, he sat up taking in his surroundings. He was on a porch of a small suburban house, (made mostly of wood and rock) in what appeared to be a small Midwest town. What he saw on the streets baffled him, monsters of all imaginings rampaged in angry fury, creatures from fairy tales ran amuck and ….was that Superman? From what he could see, the Man of Steel was fighting hordes of little red skinned demons. Idly, he noticed that Superman had sun bleached hair and was slightly, fat. Eric had been an avid comic fan in his youth and knew of every incarnation of the superhero, but he couldn't think of any that had gold hair.

"Fascinating." he breathed out in awe, while looking at the unfolding destruction 'Superman' carved into the streets. The sun kissed Kryptonian was like a battering ram, smashing the little demons as they tried to bite him. The alien grabbing one by its foot, throwing the creature into a nearby tree. Superman kicked and punched at several more, after which the rest of the reddish green horde fled. The Commander began to wonder if he was dreaming, a quick pinch to his arm told him he was wide awake though. Which meant, he would need to leave the area immediately, he knew he couldn't stand up to Superman. Nor did he want to.

He found the sight of this clearly **real** Kryptonian quite intriguing, but it gave him an idea. He had read enough Science fiction to know about alternate universes, so he figured that's where he was. Somehow he had been pulled into another universe, or something similar. Now he just needed to find a native of this place, learn all he could and bide his time until the chaos died down. Glancing around, he began searching for locals in between the roaming hordes of monsters. Obviously the Kryptonian wasn't a native of this town, given that some of the normal looking people either ran, or fainted at the sight of him. Thankfully one of the weak imbeciles landed in front of him, just a few paces to his left. all he had to do was walk over, stretch out his hand and he would know exactly were he was. Strangely, the young boy was wearing a bee costume, a decidedly ugly homemade one. Well, draining knowledge from a twelve year old wouldn't have been his first choice, but it would have to do. A smile worked its way across his lips, his boots squelched against the soft grass with each step. As the Commander made way to grab the boys head in his gauntlet, a fearsome snarl broke his motion halfway. He looked up from the boys body, standing in front of him was a large wolf like creature. The 'wolf' easily towered over him, it was eight feet tall and he, was only six foot five. despite this deference in height, he didn't back down. The Commander relished the idea of killing this animal, this _**abomination**_ that dared to stand up to him. Its maw opened displaying a set of sharp angular teeth. It howled, beady black eyes locked onto his silvery visage. The two opponents readied themselves, muscles coiling in anticipation. The grey beast moved first by lunging at him, intent to kill the competition for it's newest meal. The creature never had a chance to even slash at him, as the Commander stood up and punched it in the throat. Whizzing, the wild animal stepped back coughing up spittle and warm air. He moved in closer, crossing the distance in a second, gripped it by the ear and swung his left fist at its snout. The balled up gauntlet slammed into the creatures mussel, breaking the bone with an audible crunch. He let the unconscious thing drop from his right hand, only after he violently snapped its neck. He turned his attention back to the boy, the pitiful creature that decided to attack him, having been forgotten. He squatted down to the boys body, reaching out and holding the child's head in his hand. Jabbing the gauntlets tips into the child's forehead, Eric clinched his teeth, ready for the flood of information to come rushing in. He sifted through them, thousands upon thousands of memories in less then a second.

The first was of the child trick or treating with an older boy (a brother, perhaps?), then some kind of wave of energy that swept through the town. moments later… everyone around him transformed into their costumes. That first memory was fascinating, but soon he found what he was looking for... among other things. Apparently he was in Sunnydale, California… it was October thirty-first and the year was 2008. The gauntlet tips retracted from the child's forehead as he collected his thoughts, sorting out the extra memories. Blood now freely flowing from the wounds on the boys forehead. The Commander sat there contemplating the new information.

_So not only am I in another universe, but I'm stuck in the past as well._ he thought with ridged annoyance. Still, none of the information he got from the boy told him precisely what was going on, like **who** had brought these monsters here? Or who had brought **HIM** here? At least now he had an answer for his arrival, magic from what he could tell was the most likely reason. So far, it was the only reason that made sense. On a depressing note he realized this wasn't his body, only his consciousness had been transferred to this place. How long this takeover would last he didn't know, what would happen to his conciseness if his body was gone? The nanites were a test, but they had not been able to prove if they worked or not. The only thing that he was certain about, was that he would fight till the apocalypse for his continued survival. Looking to the boy, he wondered why the child had not transformed like the others, but he could think about that later. He stepped away from the child, trying to figure out his next move. He couldn't stay in this spot for vary long, other beasts would come for the wolf, smelling its blood or the boys… The Commander decided to walk in the direction of a nearby sidewalk, from there he could make his way to the High school. He had learned from the boys mind about the schools library, the numerous historical books would be vary beneficial. Those who don't learn from history were, after all doomed to repeat it. However there was something else that drew him there, in the boy's memories he had glimpsed something remarkable within the library. Something the child had overlooked, or quite possibly just ignored. The memory was a year or two old, but that didn't matter to the Commander. What he had seen in the memory did. Numerous books on magic, _real_ magic, not the junk produced by Hollywood or the money grabbing salesmen. The boy had seen an entire section on the stuff, books about Demonology, Spell rituals, Potions, The History of the Hellmouth and most interestingly something titled (The Slayer). Hopefully, there was something in there that could prolong his stay here indefinitely. He began to wonder though, since magic was real here, why did all the normal people seem so surprised by tonight's events? The answer, someone was hiding it from them and not vary well either, they had an entire shelf with information about it. Perhaps a spell was cast to make the residents ignorant? It made some since and if magic existed here, who's to say it couldn't do that. Well whoever it was, they would want to cover up tonight's activities either by killing the people like him, or banishing them back to where they came from. Neither outcome favored him, so both would have to be avoided at all costs. The Commander needed the knowledge this group had, yet he would have to be careful not to alert them. Of course it was nine o-clock, so the high school would be empty…..

Occasionally he heard a roar, a shriek of pain or a cry for help but that hardly bothered him. If anything it gave him more determination, as he got closer to the school. Now a few houses away from his destination, he caught a glimpse of something white under a streetlight. Curious, he investigated the white sheet, dropping to a crouching position to get a better look. It was human shaped, resembling the figure of a young girl. The Commander lifted the sheet, now recognizing it as a crud ghost costume with the word **BOO!** on it. A redheaded girl lay underneath, dressed in light green overalls, white shoes and from the read out on his HUD, she had died seven minutes ago. Apparently the girl had suffocated to death, odd that there were no signs of a struggle. Then again, he really didn't care how she died or why, he wasn't a doctor nor was he a mortician. She was useless to him, if she had fainted he could have possibly retrieved more information. As it was the body was a waste. Standing up to continue to the school, the Commander strode silently in the cool night. He didn't even look back at the body, instead he took notice of his sword. It was strapped to the wrong side, he favored his right hand when using the blade. Therefore, the scabbard should be on his left hip. He filed the inconvenience away in his mind, as a leftover from his host. After re-adjusting his sword, Cobra Commander stepped up to the schools parking lot. He was intent to learn more about this new world, it would be HIS, and if he couldn't have it….well, he wasn't above the idea of total extinction.

-

**Sunnydale High School Library**  
**9:34pm**

Rupert Giles sighed in contentment while sipping his hot tea as he sat in his office chair enjoying the quite night. He was reading a copy of The Valley of Fear by Sir Arthur Doyle. He loved reading the Sherlock Holmes series, but ever since moving to the Hellmouth (and America) Giles hadn't had much time to himself. In these rare instances, he found sitting down with a good book very enjoyable. He had just finished cataloging the newer books into the library so he was determined to spend this time catching up on an old favorite of his. He set his tea back down on the wooden desk, carefully pushing it back so that he wouldn't spill the steaming liquid. Turning back to his book, Giles finished reading the chapter he was on. He was just about to turn the next page when he heard a frantic voice scream out his name.

"**GILES!**"

He looked up just in time to see Willow…. walking through the wall?! He jumped, startled by the unexpected (and slightly nerve racking) sight. Sadly his cup of tea spilled over when he jumped, since he unconsciously moved his left hand too far to the side. The hot liquid rushed toward him, cascading over the desk's side and into his lap. Needless to say, it was a painful experience. Giles winced at the searing pain in his lower leg, just barely biting back a scream. Instead he hissed violently through his teeth. He looked back to Willow, the girl's face displaying an apologetic look.

"Sorry" she mumbled, as he stood to pick the cup up from the floor. He put it back on the desk, grabbing a few tissues to wipe up the mess. He noticed she was wearing light green overalls.

"It's fine, Willow. Now, how are you able to …" he stopped mid-sentence, noticing his book on the desk was drenched in tea. He scowled, realizing that he wouldn't be able to finish it. The tea had seeped into the cover, pretty much ruining the expensive book. The words on the pages had run together, creating a splotched mess of wet old ink. He sighed dejectedly, it was his only copy of the original. He looked back to Willow, waiting for the girl to explain what was going on. She began by telling him that everyone had transformed into the character their costumes represented, her search for Xander, finding Cordelia and Angel in a park and then coming here to find him. After she finished rambling, he asked her where Buffy was.

"She went to some party at the Art Gallery with her mom, she dressed up as a 17th century noblewoman." Giles saw her eyes widen in panic after she said that. He held up his hands to calm her worried look. She looked like she was going to hyperventilate, although since she was a ghost, he was unsure how that could happen.

"Ah yes, the Renaissance Dinner… yes, I heard about that in the paper a week ago. Buffy should be fine there, all the guests dressed in attire from the 16th - 18th eras." Though he suspected they'd be a bit confused, if not terrified. But the gallery had hundreds of guards stationed outside, all of which were very well-trained. He remembered reading something about the head executive coming to the party. Willow sighed, relief flooded her face as she saw that he was not worried.

"Now, you mentioned that Cordelia didn't transform. Correct?" At this she nodded, telling him that the other girl got her cat costume at Party Town. "Right, and where did you, Xander and Buffy get yours?"

"At this new place, called Ethan's Costume…" He cut the girl off immediately, an angry look crossing his face. His blood freezing from painful memories, things he thought he'd buried years ago. Giles had hoped that his old 'friend' would've had the sense to stay away. Apparently not. Ethan Ryan was trouble, the man had dabbled in Chaos magic, eventually coming to worship the craft itself along with its patron. The man was practically mental now, undoubtedly having spent years under Chaos' corrupting influence. He quickly dismissed himself, telling Willow to find Xander and that he would _**deal**_ with problem.

As they both left the office, neither of them noticed the dark figure coming from behind a book case in the library. Strolling to a specific section of books, he chuckled to himself, a raspy noise that would give grown men chills. His helmet and sword glinting eerily in the now dimming lights…


	4. Chapter 4

**Disclaimer:** Same stuff as before, look at chapter one…

**A/N -** Hopefully this turns out okay…if not, please tell me. Also, sorry it took so long. I'm thinking about combining all of this into one mega chapter…maybe. On top of that, Ethans last name was misspelled, instead of Ryan it should be Ryane. Enjoy!

**Chapter Four: Second Chances**  
** Part 3**

**Sunnydale High School Library 10:25pm**

"**Nothing!**" the Commander shouted, while throwing the open book in his hands at a wall. The book sailed through the air for a moment before crashing into the hard wood. Bouncing off, it landed onto a steadily growing pile. The Commander turned his attention to another book from the shelf, hopefully this one would be more informative. For the past hour or so, he had been sifting through countless tomes, spell books and manuscripts. The ones deemed worthless (in his eyes) had been flung into a reject pile. So far, none of them had the answers he was looking for, though they did give some historical information. The others which were promising to him had been gently placed onto another pile on the floor beside him. He learned from these about the Slayer and the so-called Powers That Be. From what he could gather, the former was a champion of sorts, fighting both vampires and demons to protect humanity. Oddly enough this 'Champion' was an exclusively female being, only one being selected every generation after the current one died. This made him terribly confused. Only** ONE** girl stood against the forces of evil here?

In Eric's mind it was foolish, having one person stand against an entire army. He almost felt sorry for her, whoever she was. However, he realized this would make his rise to power fairly easy. This girl would be preoccupied with killing creatures, while he could take his time in the background forging an empire. The Commander was surprised to find that each one of these girls had to be trained not in a period of years, but rather months or even weeks. The Powers That Be were somewhat of a mystery to him, as they supposedly watched over mankind, although one reference described them as having left this universe. He wasn't sure which one to believe. But he didn't really care, if they were gone, it was one less roadblock. And if not…well, they weren't doing a good job anyway. What he found more informative, though, were the books on spells. They described many things about the craft of magic. He noted that most, if not all, mages had to invoke a god or goddess to make the spell work. That was discouraging, besides the fact that he didn't believe in them in the first place. Why invoke some Greek or Roman myth that didn't exist? The spells themselves were time-consuming, long-winded words or phrases, and if you got it wrong the first time, you had to start all over again. Still, this gave him ideas on how to counteract these magically-inclined people. He briefly wondered if the girl and the old Englishman were mages, but quickly disregarded the redhead as one. Her actions alone suggested that she was a normal teenage girl, as far as he knew. The brown haired-male, however, very well could be. Especially if the man was a Watcher, the guardian/teacher of the Slayer. If so, Eric would have to keep an eye on him, the man's facade of being a bumbling professor with glasses might fool the girl, but not him. This man, this Giles, was a trained combatant …he was sure of it.

He looked at the book he had picked out while letting his thoughts roam. The leather bound tomes were a poor source of information, compared to the Net-Books of his time. The Net-Books were a fountain of limitless knowledge, while these were just trickles of information! He found himself missing the common and often taken for granted Net-Tech. But, he supposed being fifty years in the past and in an alternate universe would do that. Curiously, he found an event from this universe's history similar to his own. His U.S. campaign in 2034 was akin to something termed 'WW2' in this universe. He read through the rest of the book and found himself intrigued with the outcome. Though he was disappointed with Germany's blatant attack on Russia. Why attack an obviously stronger nation when yours was weak? It just didn't make much sense to him, he had waited years to attack the U.S., biding his time until he had a sizable military force. Only when he was assured of victory did he even think of backstabbing his own allies, practically absorbing them into his nation. The Commander had started out in Canada, brainwashing them into believing they were his loyal subjects. Of course after Markus and the Joes got wind of the brainwashing, every nation still standing sent assassins to kill or capture him. The memory of having a blade up against his throat was still fresh in his mind, even after nine years. He shuddered, absently rubbing at the place where an old scar should have been. He coughed, shifting his focus back to the task at hand.

The Commander picked up another old book from the shelf in front of him. This one was labeled  
The Dynamics Of Chaos. It was a worn purple colored leather.

_This one had better give me a way of staying here, I will __**NOT**__ have the last possible remnant of my mind die!_ he thought savagely, as he hurriedly skimmed the pages. The yellowed paper making a swish sound as he turned them. He didn't know if his body had been destroyed, or if his experiment was a success. If it was successful, then he had nothing to worry about; but he didn't know that for sure. What would happen to him if his body was destroyed and the spell keeping him here broke? He would die, he was sure of it. So as he flipped through the pages of the worn book, his heart soared when he spotted a possession spell. One that didn't involve gods of myth. It seemed all he had to do was envision the person's body in his mind, say a few words, create a focal point, and whomever he took over would be his. Best of all, it was permanent. So even if the spell that brought him here ended, he would still be in this universe, albeit in a new body. Although he began to wonder what to use as a focal point, a pen possibly? It would be unassuming, but if it got destroyed he would cease to exist. Plus, pens weren't that durable to began with anyway. Well he'd cross that bridge when he could. Now the question was who to take over?

_Perhaps the Mayor?_ Thoughts of him running this town began to play in his head, the images tickled his brilliant mind. All he would have to do afterward is grab his gear from this body, and from what he could tell the Mayor was immortal. Living through the centuries as his own descendants, pretending to be his own son, or in this case great grandson. Personally, the Commander wasn't sure how anyone could not tell that Richard Wilkins the Third was the same man that built the town. Yet again he dismissed this phenomenon as technologically made, it was likely that this 'Gate to Hell' was responsible in some way. Thankfully he knew what the Mayor looked like, one of the other books had given him a portrait to go by. So the Commander rose from his position on the floor, book in hand. As he walked out the nearest door, a smile parted his lips at the thought of ruling this Earth forever. He stepped off the last step of the stairs into the street, looking at the picture of the Mayor again. Luckily the book also included a map to the Mayor's office, hopefully the man would be there. There were no moving cars by now, only creatures and monsters going about, but none of them bothered him. Eric headed in the direction of the town hall. The smile on his face from before even wider, stretching from ear to ear as he walked on. The books still at the library were all but forgotten. He started to run, as he realized he might not have much time left. The Commander had a new focus and he was determined to claim it as his own.

* * *

**Gobi Desert Hidden Base**  
** Unknown Time **

Xander slowly opened his eyes against the bright light, he heard a deep voice call out something. It was monotone, but he couldn't make it out. Was it a machine? His head began to clear from its fogginess and with it full consciousness came rolling forth. The smell hit him first, the air was overbearingly sterile and laced with a slight coppery scent. For a moment he thought he was in a hospital. He hated hospitals, ever since he was a kid they filled him with a sense of dread. So he immediately set out to leave, but when he tried to move his legs and couldn't, was when he really looked at the place. Xander wasn't sure where he was, but it definitely wasn't a hospital. If anything it looked like a freaky high tech laboratory, if the huge see-through screens and blood-soaked equipment were any indication.

…Wait, blood?! His eyes widened as they fell upon five bodies on the floor, four of which were soldiers; the other one looked like a young scientist. The soldiers wore a dull red and black color scheme, the black being Kevlar with the red as some sort of cloth underneath. He saw some kind of symbol stitched on the left side of their chests, but was unable to make it out. Their holsters empty, guns dropped on the floor. The scientist (compared to everything else) looked normal in his white lab coat. In short, the egghead was bland and unassuming, the man's black hair spilled over his face obscuring Xander's view. But from the way it fell, Xander was able to tell that the man was thin, maybe unhealthy.

Of course this was a moot point as the man was undeniably dead. The lab coat hung to the body hiding everything else about the man. Suddenly, his attention was captured by the helmet on his head. He didn't notice it at first, but now that his head was facing the direction of a terminal it was hard not to. The moment he looked at the reflection the thing had zoomed in, increasing his sight to sharp crystal clarity. He saw every notch and groove in the walls behind him. At the back of the helmet Xander saw what looked like straps with bits of metal. Raising up, he tried to reach with his hands to unclasp the silver buckles. Only to be stopped by something on his wrists. He looked down and his eyes nearly bulged out of their sockets. There were strange metallic cuffs around his wrists and ankles. But that wasn't his cause for alarm, his body was. It was years older than it had been just a few minutes ago, with larger muscles, unbelievably white skin and what looked like scars on his chest. On top of that, he noticed his left arm was covered by a black gauntlet. No, not just covered, he realized with mounting horror that this glove was replacing it. Almost like a prosthetic, kind of like the cybernetic gloves Darth Vader wore. "What the-!" Xander screamed, but was cut off when he heard his own voice. It wasn't his, it was raspy and slightly higher. It was like someone had shoved his vocal cords into a blender and pushed purée, then put them back where they belonged, only upside down. In that instant his brain put the pieces together, the helmet, black gauntlet and the raspy voice. It all made sense now, he knew whose body this was. _I'm in Cobra Commander's body…which means the guy is in_…he shuddered at the thought of a terrorist wearing his face. A mechanical voice interrupted him.

Fifty-nine seconds to detonation The deep metallic thing sounded out. It was the same voice as the one he heard earlier, except this time he understood what it was. A bomb….

_Oh great, I'm trapped in a lab strapped to a metal table, with dead bodies everywhere and now I get to be blown up, too. __**Absolutely NOT**__!_ Xander thought in panic. He struggled against the cuffs, but it didn't accomplish anything, except make his wrist bleed. The cut stung, yet all too soon the feeling stopped. At first he dismissed the limb as having gone numb, but as he moved it, he realized he couldn't feel the tingling sensation that should accompany it. He looked down at it, and couldn't believe his own eyes. _I've got to be hallucinating!_ he thought. The cut was gone, not just healed or scabbed over, but completely and utterly Gone. He stared in shock at the place where the cut should be, until the machine stated the remaining seconds left before it detonated. He returned to the present, his body shaking with all the emotions he was feeling. Apparently in his shock over thirty-five seconds had gone by. So as he laid there on the cool surface, Xander Harris squeezed his eyes shut, waiting for the nightmare to end. _It's just a dream. Just a really vivid one that's all. I'll wake up in my bed, I probably ate too much candy again._ _Yeah, that's it!_ But as the cruel machine counted down, he became less and less sure of this. As it hit zero, he wondered if it would be quick, like all those brainy people said it would be.

It wasn't… instead it was painful, like hot lava being poured into his veins all around his body. His flesh burned. The table he was on turned to molten slag in an instant, Xander landed on his back. But it was right on top of the liquid metal. He screamed as his skin touched the surface of a liquefied metal sun, hoping, praying that the pain would stop. Unfortunately, the surrounding flames 'ate' the sound of his cries, washing them out with their own roars of hunger. The sound was so deafening he thought his eardrums had burst. The flames were so bright they hurt his eyes, but he couldn't close them. He saw deep darkness and fiery light, like flashes of a strobe light. Xander had heard of Hell, the endless torture, the horrific pain, but he never… For a moment that seemed to stretch an eternity, he thought he was in Hell, not the hell-like dimension described in the books in Giles' library, but the biblical one. **THE HELL.** This thought seemed to be confirmed when he realized his very body was re-growing, muscles and sinew reattaching with irritated flesh, only to burn up again and again like paper, multiplying his agony. It explained the strobe-like flashes, the darkness and light. His eyes were literally melting from the heat then re-growing… "**No!**" he tried to scream out in realization. Lungs filled with smoke, mind devoured by the flames, muscles aching, or in most places non-existent and seeing walls of flame everywhere. Xander laid on the charred ground the top of his body burning from fire, the other side being seared by a mishmash of hot metal and brittle earth. By this time he was unconscious, his mind having been overstimulated from the overload of pain. To the outside viewer the brief flash of light was over in a second, the entire compound going up in a blaze of fury. Gold, red, blue and yellow fought a battle of dominance, before the sizable mushroom-shaped cloud faded away.

When Xander woke up, he was surrounded by blackish-grey-covered ruins and pools of burning ground that sizzled as they met the cool air. His new body was fine, although covered in thick layers of ash. It had re-grown itself, completely healed and scar free. The same could not be said for his mind, chest and still missing arm however. In this moment of utter terror, only his sobs could be heard as he curled up into a ball. As he did, the burning liquid behind him dribbled off his back, collecting into its own steaming pool. He screamed as the running liquid left deep scars across his flesh, which quickly healed. They left white gashes of none-ash-covered skin. The setting sun peeked out from some of the grey clouds, lightly kissing his body. He didn't care about that, nor did he notice it, all Xander did was cry from the pain. The hot tears ran down his ash touched face, leaving streaks of clear white. The tears fell toward the bottom of the helmet, before dropping to the ground mixing with the dirt and ash, turning it into small droplets of dirty mud. The helmet had been drowned in the flames along with Xander, it was the only thing to survive the Hydrogen bomb's wrath… besides him and the strange-looking cuffs.

* * *

**Mayor's Office Sunnydale 11:30pm**

_Well, this was unexpected_, Eric thought in surprise as he slipped through the doors to the Mayor's office. He narrowly escaped being seen by the Mayor and his assistant, a Mr. Finch if he had heard right. The Commander squeezed between the door and a wall of the box like room, waiting behind the wooden construction for his prey to come close. He hadn't thought the Mayor would still have an assistant this late. Of course now that he was actually inside the building… Well, for now he'd just have to be quiet. The deep shadows of the indented wall to the right door obscured his body from sight, allowing him to sink deeper into the space it provided. It was a tight fit, but neither the Mayor nor Mr. Finch saw him as they walked through the two open doors.

"All righty, now that that's been taken care of… what about Mr. Ryane? I'm assuming by all the screams outside that his 'fun' has started," the Mayor's chipper voice asked as he walked into the dark room. He paused to turn on the lights, flipping the switch with an audible 'click.' The lights bathed the room in illuminated brightness. Now that he could see better, Eric found that the walls were a pale blue color. They were calming, soothing and brought with them a sense of comfort. In short… they made him feel sick.

"Yes, Mr. Ryane's distraction is working fine. But…" the man stopped mid-sentence leaving the one word hanging, Eric recognized this one as Mr. Finch. The younger of the two was hesitant, almost nervous as he spoke to the Mayor.

"But what, Allen, this whole Shindig gives me the perfect diversion to make the sacrifice to Lurconis. It wouldn't do to have a curious citizen interrupting the ritual, now would it? Besides, a hundred children going missing would frighten the public. Just think what it would do for my re-election campaign!" he exclaimed in a mournful tone, picking up a moist towelette from a box on his desk. "At least I managed to move up the timetable, thirty days was a bit of a stretch. Thirty years sounds much better, right?" Richard asked as he seated himself in his leather chair. Using the towelette to wipe his hands clean, even though there was nothing to wipe off. The Mayor wore a musty grey colored suit, had a slightly rounded face and neatly combed brown hair. The other man the Commander now knew as Allen, wore a black suit, and a red tie underneath. He also had black hair, unlike the Mayor's it was… presentable, not ugly, it was just there. A mumbled "Yes, sir," was heard from him. Eric noticed the man was shifting timidly on his feet and… sweating slightly. _He'll die as soon as his usefulness runs out_, he thought immediately upon seeing that, he detested timid people.

The Commander didn't know what the Mayor was talking about, maybe these 'rituals' had something to do with his agelessness? Whatever, he was tired of waiting and needed to hurry. The Commander roughly pushed the door away from himself, revealing his position to the two men. The five years he spent under Storm Shadow's instruction had paid off apparently. Years of training and practice had kept him hidden from the men, unfortunately his current body wasn't up to his old one's standards. It protested by way of sluggish, almost jerky and burned-out muscles. Unfortunately for his muscles, he didn't care, in a few seconds this wouldn't be his body anymore. He lunged at the Mayor, catching the man off guard as he ran forward. Eric tackled him to the floor, leather chair flying backward on its wheels as they landed on the ground. He punched Wilkins in the groin, being promptly rewarded with the sounds of tear-filled moans. He didn't need to do that, but it would make the 'switch' less noticeable. A crazy young man beating up the Mayor, supposedly to kill him, or whatever the media would think about it. No one would believe the attacker, especially now that he did this, if 'he' proclaimed to be in the wrong body tomorrow morning. Out of the corner of his eye he saw Mr. Finch run out the double doors. Spineless wimp, he thought coldly as he shifted his attention back to the struggling Mayor. The Commander stepped back for an instant, glancing around the room for something to use as a focal point.

"I don't know who you think you are, but when I-!" Wilkins gasped out, all the while trying to right himself. During their fall he had landed on his side, in a few seconds he was standing up again glaring daggers into his attacker. Eric shot a paralysis dart from his gauntlet at the man's neck, preventing any further conversation. Like a puppet with its strings cut, Richard Wilkins' body fell to the floor, his hands gripping at the dart. The Commander couldn't afford to be distracted now by useless chatter. A minute passed, then three… His eyes roamed over Wilkins' desk, searching until he found what he was looking for. It was simple, sturdy, unassuming and more durable than a fragile ink pen. He focused on a smooth green colored diamond, while picturing his new body in his mind and reciting the spell's words. "Miu vis safed!" he yelled out, using all of his concentration. He felt something pull at him, just as Mr. Finch ran back into the room holding a fire extinguisher, aiming to throw it at him. The Commander switched bodies with Mr. Wilkins in a flash of purple light. The world twisted in his mind's eye, becoming more like a spinning wheel. It was as though his essence was being crammed into an empty old room. In a second he was unconscious, exactly where he wanted to be.

* * *

**Ethan's Costume Shop 11:37pm**

"Now there's, the Ripper I knew!" Ethan Rayne exclaimed through gasps of pain. The Englishman leaned off to the side against a wall, clutching at his bruised ribs. His old friend had come to pay him a visit. Undoubtedly looking to stop his spell, though he wondered what had taken the old boy so long. Ethan had livened up the store in anticipation for his friend, cluttering the aisles, barricading the door to his statue of Janus and setting a few mystical traps. At the moment the building was practically bathed in darkness, only the twenty candles he lit earlier were providing any light. Everything was going to plan, except for the fact that Rupert had been late. Oh well, at least he had his fun. The chaos of the night was great, Superman wreaking havoc on Demons and trying to save people, Pirates running about, miniature street wars between Wolverine and Megatron, it was glorious! Of course, he had paid special attention to two persons in particular. Cobra Commander and Superman. Ethan could only imagine what those two would do tomorrow morning, having the powers/memories of titans could become …a hassle. _They'll put a stop to the Mayor's silly ambitions_, he thought with a ghost of a smile. Originally he had planned on using two other costumes for his goal, but after accidentally spilling a whole batch of his potion on them… well, they'd do just fine anyway. The other creatures would be here temporarily, as they should be. Ethan was brought out of his thoughts quite suddenly when Rupert kicked him again. Searing pain shot through his shin. He grunted from the pain, it was nothing compared to what they had done in their youths, but pain was pain.

"How do I stop the spell, Ethan!" Giles shouted in anger, it was the third time he'd asked that question. His brown colored tweed jacket had been cast aside during their fight, his friend now wore a white undershirt with the sleeves rolled up. Sweat glistened across his face in the candle light, big splotches of it staining his shirt. Parts of the fabric contained several rips, gashes across the front and on his tan colored pants. Ethan looked down at himself, his green shirt was ruffled, torn at the sleeves and his slacks were a little dirty. The spell had taken a bit more time than he thought it would, as such he hadn't had a chance to change his attire. Looking up, he watched as a myriad of emotions washed over his friend's face. Anger, fear, frustration and was that… Oh yes, there it was. Enjoyment. After all these years of running away from his past, burying his colorful history and presenting himself as a bumbling librarian. One night of chaos and the thing Giles fought so hard to cage, was let out. And it was all thanks to me! Ethan thought in glee. He got what he set out to accomplish, to prove that Giles' 'Good Watcher' routine was just an act, that the nickname his old friends gave him still applied. But, why was he not having fun? In the past he would have laughed or come up with something even more daring than this. After all, the transformations were nothing compared to the other things they had done together. Perhaps he should tell a joke, he was never really good with them, but if it got his old friend back in the mood…

"It was a hippie!" he laughed out between bouts of mild agony. His face filled with mirth, "A vampire hippie, with pink bunny ears, it ate the focal point. Then..." Ethan started to say but stopped, Giles had picked up a rusted crowbar from the floor. The iron implement having been used in their previous fight, it had dropped in favor of fists. He held it high, knuckles turning white as his fingers tightened their grip. Blinding rage clear on his face, Giles lashed out and…

"No, wait! I'll tell you!" Ethan shouted, holding up his hands to shield his head. Maybe he'd gone a little too far this time. He had succeeded in getting the Ripper out, but… Giles slowly lowered the crowbar, glaring at him with narrowed eyes.

"All right, but no more smart-mouthed remarks or stalling for time. I want answers, **real** answers!" his old friend spat out, each word carrying a promise of greater pain.

"Fine, old chum, it's the bust of Janus in the back, just smash it and the spell will be over," he deadpanned, looking like he lost a really fun game. Giles turned away from him, walking over to the barricaded back door. For a moment he paused, standing there in the dim candle light.

"We stopped being 'chums' a long time ago, Ethan. I had enough when you started to worship Chaos." Giles breathed out in weariness, then continued on to the door. _Looks like the party's over_, Ethan thought glumly as he shifted his weight to the other side. He started to move, making his way to a display table. He grabbed a hold of the end, using it to pull himself up to his full height.

_I hadn't thought the night would end like this, not at all._ Then he thought about his two aces, they would still be here after Rupert smashed the statue. A wide grin spread its way onto his face. He almost laughed, but he needed to stay quiet lest Rupert see his little trick. A special something he had learned in his travels across the magical subculture of Earth…

* * *

It took Giles several minutes to clear away the blockade. Clothes racks, plywood and a number of other things had been thrown up as a defense. Eventually he made it through, stepping past the doorway he saw the bust of Janus. The two headed 'Greek god of change' was pouring out magical energies like an oncoming typhoon. He rushed forward, bringing the crowbar back into a powerful swing and smashed it. Pieces of ceramic clattered to the floor. The spell ended in a mighty roar and a gust of tsunami-like wind. Thrusting Giles back a few feet. A blaze of brilliant red fire erupted from the fallen pieces on the floor, engulfing the fragments in hellfire. In a second they were gone, swallowed up by the flames. Giles stood there looking around the storage room, boxes and racks of unsold costumes filled the tiny space. He breathed out a sigh of relief, the blinding rage from before forgotten as he walked out. He never realized that Ethan was gone until he re-entered the front, the man having used a quick transportation spell to sneak away. Giles was more concerned with stopping the carnage and mayhem outside the store, plus he didn't really care where Ethan was right now. Personally, he just hoped that his kids were okay and that the damage of the night was reversible…


End file.
